Upmc Group

“SECTION A: GOVERNING BODY AND MANAGEMENT QUESTION 1: The total number of voting board members and total number of independent board members represent a composite of all of the UPMC Group subordinates. However, these numbers do not include ex-officio or other board members who are not entitled to vote on board matters or members of boards that are advisory in nature and subject to the authority of the UPMC parent board for material board decisions. Although the composite numbers for the UPMC Group do not reflect majority board independence, all of these boards are ultimately subordinate to the UPMC parent board. Please see the UPMC parent Form 990 for more information. Question 2: Multiple UPMC Officers, Directors, Trustees, and/or Key Employees have relationships by virtue of the fact that they are also Officers, Directors, Trustees, and/or Key Employees of UPMC subsidiaries and affiliates. These relationships are not separately disclosed below because they are not "business relationships" for the purposes of the Form 990. Question 6: MOST OF THE UPMC GROUP ENTITIES HAVE A SOLE MEMBER, WHICH IS UPMC PARENT. A SMALL NUMBER OF GROUP ENTITIES HAVE MORE THAN ONE MEMBER. IN ALL CASES, THE MEMBERS ARE EXEMPT ORGANIZATIONS. ULTIMATELY THE GROUP ENTITIES AND THEIR RESPECTIVE MEMBERS (IF THE MEMBER(S) ARE NOT UPMC PARENT) ARE CONTROLLED BY UPMC PARENT. Question 7A and B: IN THE CASE OF MOST OF THE UPMC GROUP ENTITIES, THE MEMBER(S) APPOINT A SIGNIFICANT PORTION OF THE ENTITIES' BOARDS OF DIRECTORS (IF NOT THE ENTIRE BOARD). IN THE CASE OF MOST OF THE GROUP ENTITIES, THE MEMBER(S) ALSO HAVE THE RIGHT TO INITIATE, APPROVE OR OVERTURN ACTIONS OF THE ENTITIES' BOARDS. IN ADDITION, THE MEMBERS' ACTIONS, IF THE MEMBER(S) IS NOT UPMC PARENT, IS IN MOST CASES SUBJECT TO THE OVERALL AUTHORITY OF THE UPMC PARENT BOARD.”

“SECTION B: POLICIES Question 11a & b: UPMC is the parent organization of the filing entity, group, and has, with respect to most entities in the group, the discretion and authority to initiate or veto actions taken by group member governing bodies. With respect to the remaining members, UPMC's authority is limited slightly but still significant, encompassing major matters including financial and tax matters. The completed group Form 990 was reviewed by the UPMC Chief Financial Officer, members of the Corporate Tax Department, members of the Corporate Legal Department, and other members of UPMC's management prior to its filing. Various sections of the 990 were also reviewed by the Chief Executive Officer of UPMC and committees of UPMC's Board of Directors, as applicable. For example, the Executive Compensation Committee of the Board reviewed sections related to compensation and related party transactions. In addition, the Board of Directors established a 990 Subcommittee, comprised of the Chairs of the UPMC Board, Executive Compensation Committee, Ethics and Compliance Committee, Finance Committee and Audit Committee, which reviewed the entire completed Form 990. Additionally the Form 990 is reviewed by an outside independent public accounting firm who as part of the process signs the return as Paid Preparer. After this review but prior to filing, the full UPMC Board of Directors was notified that the completed Form 990 was available for review on the Board's secure website. Also prior to filing, management provided the opportunity for all board members of the full UPMC Board to ask any questions or raise any comments on the full return they were provided. Question 12c: UPMC requires key employed and non-employed personnel to comply with its conflict of interest policies when they engage in UPMC-related business. Persons covered by the policies include: -UPMC board members, board committee members, corporate officers, and key employees -UPMC physicians and non-physician employees who hold a position of influence -Identified Non-employed members of the UPMC medical staff who hold a position of influence or trust -Individuals conducting clinical research at UPMC, whether or not they are employed by UPMC. These people are required to complete a questionnaire at least annually, which along with other data is used to identify possible individual and institutional conflicts of interest. If a potential conflict is identified regarding a specific UPMC activity, the corporate compliance department, with the assistance of the legal department, either develops a written plan designed to prevent the conflict from influencing decisions related to that activity, or requires that the conflicting relationship be divested, as appropriate. For employed personnel and non-Board member, non-employed personnel, the conflict of interest identification and management process is ultimately overseen by an Ethics and Compliance committee of the UPMC board of directors on behalf of UPMC and all of its subsidiaries. Potential conflict of interest transactions involving UPMC Board members and entities with which they are affiliated are monitored and subject to pre-approval by the Governance and Nominating Committee of the UPMC Board of Directors. In addition to the general corporate and Board policies described above, UPMC has also developed and implemented a separate tax questionnaire distributed to Officers, Directors, Trustees, and Key Employees annually that specifically addresses disclosure requirements of Form 990. Question 15a and b: To support UPMC's mission and as set forth in the UPMC Bylaws, the Board of Directors has formed an Executive Compensation Committee ("Committee") and delegated to it the responsibility for establishment and implementation of officer and key employee total compensation programs. As part of this responsibility the Committee reports regularly to the Board of Directors. With Board of Directors approval, the Committee has ad”

“SECTION C: DISCLOSURE Question 19: UPMC's Public Website (www.upmc.com) makes its financial results, conflict of interest process, and various information about the governance and oversight available to the public. ADDITIONAL INFORMATION MAY BE SUPPLIED UPON SPECIFIC REQUEST FOR DATA NOT POSTED TO THE WEB SITE.”

“HIGHEST COMPENSATED EMPLOYEES AND INDEPENDENT CONTRACTORS Pursuant to Treasury regulation Section 1.6033-2(D)(5) The sponsoring entity of UPMC Group, UPMC, has elected to report information about contributions, gifts, grants and similar amounts received; information about officers, directors, trustees, and key employees; certain other highly paid employees; certain professional contractors; and certain other contractors on a consolidated basis along with all members of the group in the UPMC Group return. THE COMPENSATION AMOUNTS LISTED REPRESENT THE FULL AND COMPLETE COMPENSATION PACKAGES PAID TO THE INDIVIDUALS FOR PERFORMING THEIR ASSIGNED DUTIES AT UPMC. A PORTION OF THE COMPENSATION DISCLOSED MAY RELATE TO EARNED AND PREVIOUSLY REPORTED DEFERRED COMPENSATION. A PORTION OF THE BENEFITS DISCLOSED MAY RELATE TO EARNED BUT UNPAID DEFERRED COMPENSATION. ALL SALARIES AND BENEFITS REPORTED ARE BASED ON INDIVIDUALS' OPERATIONAL POSITIONS AND ARE NOT FOR SERVICES PERFORMED AS DIRECTORS OR BOARD MEMBERS. BOARD POSITIONS ARE ALL VOLUNTEER AND UNPAID. PART VII OFFICERS, DIRECTORS, TRUSTEES AND KEY EMPLOYEES INDIVIDUALS THAT HOLD REPORTING POSITIONS WITH MORE THAN ONE ORGANIZATION ARE LISTED SEPARATELY IN PART VII WITH REGARD TO EACH ENTITY. INDIVIDUALS ARE COMPENSATED FOR OPERATIONAL ROLES ONLY, NOT FOR DUTIES PERFORMED AS DIRECTORS OR BOARD MEMBERS. The total hours disclosed in Part VII relates to the position for which the person is disclosed except in the case where the person is also employed by the same distinct entity. In such case, the hours reflect average hours spent in their operational role. For purposes of disclosure average hours per week for a full time person is listed as 40 hours, however, in almost all cases, this is a conservative estimate and most work hours in excess of 40 per week.”

“PART 1, LINE 5 AND PART V LINE 2A THE TOTAL NUMBER OF INDIVIDUALS EMPLOYED IN 2013 OF 59,159 IS REPRESENTATIVE OF THE SUM OF ALL INDIVIDUALS EMPLOYED BY EACH OF THE 38 SEPARATE AND DISTINCT LEGAL ENTITIES THAT ARE SUBSIDIARIES OF UPMC AND ARE INCLUDED IN THE GROUP RETURN. PART I, LINE 8 CONTRIBUTIONS, GRANTS AND SIMILAR AMOUNTS RECEIVED: Pursuant to Treasury regulation Section 1.6033-2(D)(5) the sponsoring entity of UPMC Group, UPMC, has elected to report information about contributions, grants and similar amounts received; information about officers, directors, trustees, and key employees; certain other highly paid employees; certain independent contractors on a consolidated basis along with all members of the UPMC Group in the UPMC Group return. with all members of the UPMC Group in the UPMC Group return.”

“ORGANIZATIONS PROGRAMS AND ACCOMPLISHMENTS UPMC Group - EIN 20-8295721 Form 990 - Fiscal Year Ended 06/30/2014 UPMC Group reflects the composite information and operations of thirty-eight (38) tax exempt entities, including 13 hospital entities, 10 physician service entities, 3 skilled nursing facilities, and 12 other ancillary service and support entities from within the UPMC (University of Pittsburgh Medical Center) integrated healthcare delivery system (IHDS). This delivery system is comprised of premier healthcare providers in the areas of acute inpatient hospitals, cancer treatment facilities, physician services, skilled nursing facilities and other ancillary healthcare support services that patients may need. During the fiscal year ended June 30, 2014, the entities within UPMC Group admitted 196,495 inpatients, recorded 1,144,066 inpatient days, 620,002 emergency room visits, 172,815 surgeries, and 634 transplants. They provided charity care and other uncompensated care, including Medicaid and Medicare shortfalls, at cost, of approximately $605,000,000. UPMC Group members provided services to the community through charitable donations, subsidized programs, outreach programs, screenings, educational classes, and volunteer services at a cost of over $163,000,000. UPMC Group also provided funding for research and health professions education in excess of $321,000,000. The thirteen hospitals that are part of UPMC Group are UPMC Presbyterian Shadyside, Children's Hospital of Pittsburgh of UPMC, Magee-Womens Hospital of UPMC, UPMC Mercy, UPMC St. Margaret, UPMC Passavant, UPMC Horizon, UPMC Northwest, UPMC McKeesport, UPMC Bedford, UPMC East, UPMC Hamot, and UPMC Braddock. UPMC Presbyterian Shadyside (UPMC Presbyterian) is the academic hub of UPMC's inpatient provider services, and is the region's largest inpatient acute care hospital. The mission of UPMC Presbyterian Shadyside is to provide premier programs in patient care, biomedical and health services research, and teaching that will contribute to the prevention, diagnosis, and treatment of human disease and disability, regardless of patients' ability to pay. The facilities that are a part of the UPMC Presbyterian Shadyside campuses are UPMC Presbyterian, UPMC Shadyside, Western Psychiatric Institute and Clinic (WPIC), UPMC Montefiore, Eye and Ear Institute, and the Hillman Cancer Center. UPMC Presbyterian has leading programs in organ transplantation, oncology, cardiology and cardiothoracic surgery, critical care medicine and trauma services, neurosurgery, orthopedics, ophthalmology, and behavioral health, as well as other medical specialties. UPMC Presbyterian is a 792-bed teaching hospital that has been providing health care since 1893. UPMC Shadyside is a 520-bed tertiary hospital that has been serving the residents of Pittsburgh and the tri-state area since 1866 and is a Magnet(TM) designated hospital. Magnet status is one of the highest achievements a hospital can obtain in professional nursing, and demonstrates nursing excellence, a commitment to quality patient care, and a healthy work environment. Western Psychiatric Institute and Clinic is a 310-inpatient-bed facility that is a national leader in the treatment of mental health and addictive disorders. UPMC Presbyterian provided charity care and other uncompensated care, including Medicaid and Medicare shortfalls, at a cost of approximately $288,000,000. UPMC Presbyterian Shadyside is actively involved in sponsoring many programs for patients, children, teens, seniors, and the community as a whole and provides the services to the community through charitable donations, subsidized programs, outreach programs, referral centers, screenings, educational classes, and mentorships, which are targeted at patients, patients' families, and the community at large, at an estimated cost of $48,000,000. UPMC Presbyterian Shadyside funded research and health professions education at an estimated cost of $134,000,000. UPMC Presby”

“Many groups within the community benefited from UPMC Horizon's diabetes initiative through which blood sugar screenings and educational presentations were given to diabetes support groups to raise public awareness of the disease. UPMC Horizon provided meeting space to area support groups such as Mercer County Diabetes, Bariatric, Mercer County Breast Cancer, and Pulmonary Hypertension. Also, the hospital purchased AED's for Mercer County police and fire departments, and provided grants for care and transportation for patients in need. UPMC Northwest, established in 1899, serves the residents of the Franklin, Oil City and surrounding communities. UPMC Northwest is a state-of-the-art medical facility providing acute inpatient, outpatient, behavioral health, rehabilitation, skilled nursing, and support and education services. The hospital provides services to all persons, regardless of ability to pay. Greater than 65% of UPMC Northwest's fiscal year 2014 patients were Medicare or state Medicaid patients. During the fiscal year ended June 30, 2014, UPMC Northwest provided charity care and other uncompensated care, including Medicaid and Medicare shortfalls, at a cost in excess of $11,000,000. The hospital provided funding and services to the community in the aggregate of $2,000,000 through community outreach programs targeted at patients, their families, and the community, as well as donations and volunteer services. Families benefited from UPMC Northwest's Prepared Childbirth Classes, which readied participants for their childbirth experience. UPMC Northwest also offered infant care classes which provided information to parents on how to care for newborns, and sibling classes which prepared children to become big brothers or big sisters. UPMC Northwest's Especially for Women program provided information and screenings for women's health, and through health fairs and educational programs, the organization provided blood pressure screenings, CPR/first aid, smoking cessation information, nutrition information, stroke screenings, stroke education, carotid artery evaluations, osteoporosis screenings, body composition, prostate screenings, and diabetes education. UPMC Northwest provided complementary room space to several charitable/community organizations, including Bariatric Support Group, Medical Coders, Seniors for Safe Driving, the Diabetic Flu Shot Clinic, Fort Venango Key Club, United Way, Vocational Technical School, and Clarion University Nursing Students. Founded in 1894, UPMC McKeesport is a nonprofit acute care community hospital that primarily serves the residents of McKeesport and the surrounding area. UPMC McKeesport is a teaching hospital, with residency programs in both family practice and internal medicine. UPMC McKeesport provides a wide range of quality health care services, regardless of race, creed, sex, national origin, handicap, age, or ability to pay. It is located in a geographic area of economic distress, and much of the surrounding community is recognized as medically underserved, with a population that is elderly and economically disadvantaged. To serve this population, the hospital is an approved site for the Program of All-inclusive Care for the Elderly (PACE). As a PACE site, UPMC McKeesport offers an innovative program of seamless health care to older patients. The hospital's mission is to serve the community with respect to providing health care services and health care education to all persons. Therefore, in keeping with the hospital's commitment to serve all members of its community, the following were provided regardless of an individual's ability to pay: free care and/or subsidized care, care provided to persons covered by governmental programs at below cost, and health activities and programs to support the community. During the fiscal year ended June 30, 2014, UPMC McKeesport provided charity care and other uncompensated care, including Medicaid and Medicare shortfalls, at a cost in excess of $15”

“As a part of its mission, CMI physicians and staff provide services to the community through various programs which are targeted to patients, patients' families, and the community at large in an effort to educate and promote good health. On a routine basis and in conjunction with other UPMC entities and community resources, CMI physicians and staff participate in various screening programs for medical conditions such as osteoporosis, high blood pressure, diabetes, coronary heart failure, and bariatric surgery. Many CMI physicians and staff also participate in ongoing patient, family, community, and physician educational programs related to the previously mentioned medical conditions and a variety of other timely medical topics which are designed to improve the quality of patient care and patient outcomes. CMI provides physician and medical services throughout Western Pennsylvania and the tri-state area in both urban and rural settings, including many underserved areas. Some of these areas would have no other physician presence otherwise. Regional Health Services, Inc. (RHS) offers physician services. Its mission is to serve patients and the community through clinical excellence, alignment of physicians, and outpatient services. RHS is comprised of networks of physicians offering specialty services, primary care services, and sports medicine. The physicians practice in multiple locations and provide services that include plastic surgery, emergency room, intensivists, hospitalists, general surgery, radiology, cardiovascular care, and outpatient physical therapy services. RHS provided charity care and other uncompensated care, at a cost of approximately $3,200,000 in the fiscal year ended June 30, 2014, as well as $2,300,000 in subsidized health services. UPMC Emergency Medicine, Inc. (EM) provides emergency medical care and services to individuals in need of immediate medical treatment, regardless of their ability to pay. EM physicians provide services to operating emergency departments of tax-exempt community hospitals that cannot adequately staff their own emergency departments. As an emergency medical care provider, EM promotes better coordination of patient care and creates efficiencies by providing each hospital's emergency department with a consistent core team of EM physicians and a medical director. In addition, EM enhances the transition of care from pre-hospital providers, such as emergency medical technicians (EMTs) to each hospital's emergency department by collaborating through its core team of EM physicians with ambulance services and EMTs serving the respective hospital. EM provided charity care and other uncompensated care, at a cost of over $5,000,000 in the fiscal year ended June 30, 2014. Community Family Health Centers, Inc. (CFHC) is organized and operated exclusively for charitable, scientific, and educational purposes, and provided all services regardless of patients' ability to pay. CFHC has three primary activities: 1) to assist in developing and maintaining a neighborhood health center and to provide healthcare services to patients and their families in the underserved surrounding communities, regardless of their ability to pay; 2) to train and educate family practice physicians and residents of medical programs who serve in the surrounding community; and 3) to provide additional programs and services to educate and benefit the surrounding communities. CFHC currently operates a neighborhood health center to serve patients in many diverse sectors of the Pittsburgh community, regardless of their ability to pay. Services provided at the health center include care for the entire family, such as sick and well-child visits, women's health care, total adult health care, and care for older adults. CFHC also offers family planning and pregnancy care, including delivery; care for emotional, marital, and social problems; sports medicine and treatment of minor injuries, including fractures; treatment of minor skin”

“Question 12: An external audit is completed at a consolidated UPMC system level only, including UPMC and all subsidiaries.”

“Transfers to/from Exempt Parent -159,649,610 Net Restricted/SPF Activity -15,031,637 Other Increases/Decreases in Fund Balance -1,070,473 Partnership/JV Investments -8,554,060 Currency Adjustment 623,442 Change in Beneficial Interest 73,560,586 Transfers to/from Exempt Affiliates -39,406,811 Addition of Group Member 377,925,852 TOTAL 228,397,288”

“QUESTION 2C An external audit is completed at a consolidated UPMC system level only, including UPMC and all taxable and tax-exempt subsidiaries. UPMC has an Audit Committee that is established to assist the Board of Directors in fulfilling its oversight responsibilities by monitoring UPMC consolidated financial reports and other financial information provided by UPMC to governmental bodies, the public or other external entities. The UPMC's system of internal controls regarding finance, accounting, legal compliance and ethics that management and the Board have established and UPMC's internal auditing, accounting and financial reporting processes also provided oversight.”